For starters, there will be an entirely new cast of characters in Borderlands 2, but Roland, Lilith, Mordecai, and the rest of the gang from Borderlands will still make the occasional appearance. "We decided to bring back all the original playable characters as NPCs in the new game," Cooke told me, "because everyone is so connected to them. I keep doing interviews where people tell me, 'Oh, I played the game for 300 hours.' These people spend so much time with these characters, but then, they don't really know who they are. This game is five years after the vault was opened, and we wanted to show what's happened since then."

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The new demo has the player raiding an enemy compound to free Roland, the soldier from the first game; one would imagine this means that afterwards, Roland will be around for players to interact with, theoretically getting to know him beyond "This is the guy with the healing bullets."

"We're also trying to put a lot more variety into the actual zones themselves," Cooke continued. "There was a lot of repetition of the same brown rocks last time, and we said, 'We're not doing this again.' We want people to see the whole rest of Pandora. We had made a map a long time ago for Borderlands one, and it had grasslands, it had volcanic areas, it had icy areas, and we just never really got to build them all. So for Borderlands 2 I said, 'We are going to go see the rest of Pandora.'"

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One of Borderlands's most distinctive aspects was its huge and varied arsenal. It's not a huge surprise that there will be even more weapons in the sequel. "There are a lot more guns this time," Cooke told me, "like, several orders of magnitude more. Our core gun system that we had last time we revamped the base code system for that to make it more efficient so that we could add more parts. So, in the past game we might've only had like five or six parts for a gun, now there can be more like twelve, fourteen parts in a gun. We paramaterized the scope views as well—before, it was all static art, so you might've only seen one of six scopes, but now you're going to see eighty-seven bazillion scopes, because they're all paramaterized. Guns dropped by bosses are going to have much more personality."

Cooke said that the various gun manufacturers would be much more distinctive, as well. Bandits' guns would be all about ammo, while other manufacturers would focus on rate-of-fire, ammunition type, and more. (And of course, the hilarious exploding disposable Tediore gun from the demo.)

The team has also been hard at work updating the game's art style. "I think I've helped evolve the art style for Borderlands 2", Cooke said. "We've added a lot more shader work. We've always seen ourselves as concept-art style instead of cartoony or anime or any of those things, because we do a lot more rendering. If you look at some of the ice, it's not just a 2D texture with lots of lines in it, it has pretty complex shader stuff, depending on how something catches the light." He went on to describe how when light catches various objects in the world, they each react differently—in essence, he and his team at Gearbox are building a world of living concept art.

I mentioned to Cooke how often, I find that I prefer a game's promotional concept-art to the way the game eventually looks. "That was how we made the switch. We were like, 'We're doing this high-realism thing, but the game has this crazy zany fun aspect to it, and it doesn't make any sense.' And we had all this awesome concept-art and we looked at it and said, 'Why don't we make it look like this? This is so cool.'"

"[Changing the art style for Borderlands] helped us find our voice, it helped us realize what kind of game we were making. There was a connection between the art and the game design, and suddenly they started riffing off of each other, and we ended up with crazy midgets strapped to shields… we realized that yeah, we're badass, but we like to have fun, too.'"

One of the chief criticisms of Borderlands was the repetitive enemies and somewhat simplistic AI—most enemies would simply charge at the character headlong, and combat frequently became an exercise in backpedaling and blasting. The AI was fairly easy to exploit in the first game, and Cooke says the team has addressed that, as well. "We saw people in the first game exploiting the AI," he said, "hiding around a building, getting the AI stuck and stuff like that, so now AI can completely navigate where players can navigate. They can jump from rooftop to rooftop, climb ladders, they can kick barrels down stairs... they have a much better sense of what's going on in the world. There's a whole new layer of communication, there's a whole new layer of states—we have wounded states, all these awesome buff states where guys hulk out. The AI is totally new from the original game."

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"The other big area is user interface," Cooke continued. "We had a ton of fans who played the game on PC, but they honestly got a port of the console game. We heard a lot of fans say, 'Hey, you didn't really take care of us here.' So, we completely ripped out the UI - there's a completely new UI for PC, it's mouse-driven, supports drag-and-drop, all of the things that you would expect in a PC title. It'll be a lot more fun for people."

The first Borderlands managed to go from "oddity" to "obsession" to "dark horse GOTY candidate" - it was a flawed title that still managed to create an enjoyable experience simply by way of its strong mechanics and unique look. Listening to Cooke talk about the sequel gave me the impression that the dev team has listened hard to player feedback and is methodically addressing their concerns one by one. Very promising, to be sure.